Eregli Demir ve Çelik Fabrikalari T : 2022 9 Months Interim Report

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

For the Period 1 January - 30 September 2022 Condensed Board of Directors' Activity Report

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

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BOARD OF DIRECTORS' ACTIVITY REPORT PREPARED IN ACCORDANCE

WITH THE COMMUNIQUÉ SERIAL:II, NO:14.1

A - GENERAL INFORMATION

1. Period of the Report
   1 January - 30 September 2022
2. Information About the Association
   - Title: EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.
   - Trade Registry Number: 863637
   - Address: Barbaros Mah. Ardıç Sok. No: 6 Ataşehir/İSTANBUL
   - Website:www.erdemir.com.tr
3. Shareholding and Capital Structure

Authorized Capital	: TRY 7.000.000 thousand
Paid-in Capital	: TRY 3.500.000 thousand
		Shares
Shareholders		(Thousand TRY)	%
ATAER Holding A.Ş.	1.724.982	49,29
Publicly Held		1.667.181	47,63
Erdemir's Own Shares	107.837	3,08
Total		3.500.000	100,00

No change has occurred in shareholding and capital structure in the period.

4. Board of Directors, Executive Management and Number of Personnel

According to the Turkish Commercial Code and related regulations, the election of the Board of Directors is executed by the General Assembly within the framework of the Articles of Association. Should there be an opening in the Board of Directors Membership within the respective period; an election for the available positions is made according to the provisions of Turkish Commercial Code and Company's Articles of

Association and the results are submitted to the next general assembly to be approved. The Company's 2021 Regular General Assembly has been executed on 17 March 2022.

At the Ordinary General Assembly Meeting held on March 17, 2022, election was made due to the expiry of term of independent board memberships, 3 independent board members were elected to serve for 1 year period in accordance with the 10th and 11th articles of Articles of Association within the framework of Turkish Commercial Code and Capital Market Law.

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

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BOARD OF DIRECTORS' ACTIVITY REPORT PREPARED IN ACCORDANCE

WITH THE COMMUNIQUÉ SERIAL:II, NO:14.1

The active members of the Board of Directors as of reporting period:

			Effective
Board of Directors		Title	from
OYTAŞ İç ve Dış Ticaret A.Ş.		Chairman	27.05.2013 (*)
(Represented by: Süleyman Savaş ERDEM)
OMSAN Lojistik A.Ş.		Deputy Chairman-	11.09.2012 (*)
(Represented by: Aslıhan DÖĞER)		Executive Director
OYAK Pazarlama Hizmet ve Turizm A.Ş.	Executive Director	13.09.2012 (*)
(Represented by: Gürtan DAMAR)
Republic of Turkey Ministry of Treasury and
Finance Privatization Administration		Board Member	20.09.2012 (*)
(Represented by: Bekir Emre HAYKIR)
OYKA Kağıt Ambalaj Sanayii ve Ticaret A.Ş.	Board Member	12.09.2012 (*)
(Represented by: Baran ÇELİK)
OYAK Denizcilik ve Liman İşletmeleri	A.Ş.	Board Member	12.09.2012 (*)
(Represented by: Güliz KAYA)
		Independent	31.03.2017
Ali FİDAN		Board Member
		Independent	31.03.2017
Kurtuluş Bedri VAROĞLU		Board Member
		Independent	17.03.2022
Emre GÖLTEPE		Board Member

(*) Inauguration date of the legal entity.

Changes in the Executive Board within the Period

At the Ordinary General Assembly Meeting held on 17 March 2022, Emre GÖLTEPE, Ali FİDAN and Kurtuluş Bedri VAROĞLU have been elected as independent board members for serving 1 year period.

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

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BOARD OF DIRECTORS' ACTIVITY REPORT PREPARED IN ACCORDANCE

WITH THE COMMUNIQUÉ SERIAL:II, NO:14.1

Powers and Duties of the Members of the Board of Directors'

The Chairman and the members of the Board of Directors possess duties and authorities set out in the Turkish Trade Act's relevant clauses and in the Articles of Association.

Executive Management

Executive	Title	Effective	Education	Experience
Management	from
	Deputy Chairman		Middle East
Aslıhan		Technical University
and Executive	23.02.2021	24 Years
DÖĞER	- Industrial
Director
		Engineering
			Yıldız Technical
Gürtan	Executive Director	23.02.2021	University -	27 Years
DAMAR	Mechanical
			Engineering
			Yıldız Technical
Niyazi Aşkın	General Manager	12.09.2022	University -	29 Years
PEKER (*)	Metallurgy
			Engineering
			Middle East
İsmail Kürşad	Procurement		Technical University
Group Vice	21.02.2017	- Political Science	26 Years
KORKMAZ
President		and Public
			Administration
	Financial
Mustafa Serdar	Management and		Karadeniz Technical
Financial Affairs	24.09.2020	University - Public	19 Years
BAŞOĞLU
Group Vice		Finance
	President
	Marketing and		İstanbul Technical
Fatih ÇITAK	Sales Group Vice	18.01.2020	University - Industrial	23 Years
	President		Engineering
	Information		İstanbul Technical
Can ÖRÜNG	Technologies	21.02.2017	University - Business	21 Years
Group Vice	Administration
	President		Engineering
	Enterprise
	Architecture and		National Defence
Ercan KAYA	Human Resources	21.07.2020	University - Business	35 Years
	Group Vice		Administartion
	President
			Middle East
Sinan	Operations Deputy		Technical University
General Manager	27.09.2021	- Metallurgy and	26 Years
BOZKURT
		Materials
			Engineering

1. Niyazi Aşkın PEKER has been appointed as "General Manager" as of 12 September 2022.

EREĞLİ DEMİR VE ÇELİK FABRİKALARI T.A.Ş.

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BOARD OF DIRECTORS' ACTIVITY REPORT PREPARED IN ACCORDANCE

WITH THE COMMUNIQUÉ SERIAL:II, NO:14.1

1. The Transactions of Board Members made on its behalf or on behalf of other and the activities as part of prohibition of competition
   At the Ordinary General Assembly held on 17 March 2022, it is consented to give the authority for transactions for 2022 according to article 395 and 396 of Turkish Commercial Code to the Members of the Board.
   No transaction had been realized in this context.
2. Personnel and Worker Movements and Collective Bargaining Practices and Rights and Benefits Provided to Personnel and Workers
   28th Period Collective Labor Agreement, which was valid between 1 September 2020-31 August 2022, was signed on 23 December 2020 between Turkish Employers' Association of Metal Industries (MESS) on behalf of our company and Turkish Metal Union as the collective bargaining agency, expired on 31 August 2022. 29th Period Collective Labor Agreement negotiations are in progress.
   27th Period Collective Labor Agreement, which will be valid between January 1, 2021 and December 31, 2022 has been signed on May 24, 2021 between Özçelik-İş
   Union and İskenderun Demir ve Çelik A.Ş..
   In the scope of collective agreement applications, the rights and benefits of the employees are classified under bonuses, social benefits, and vacations. Bonuses and social benefits are; bonuses, holiday allowance, heating allowance, paid annual leave allowance, marriage allowance, birth allowance, bereavement allowance (worker's death, worker's spouse's, children's, mother's, father's or sibling's death, in the case of a death as a result of a work accident it will pass onto the worker's heir at law), military service allowance, children allowance, educational allowance (play school, primary school, secondary school, high school, higher education), meal allowance and transportation. Vacations are; paid annual leaves, accompaniment leaves for medical purposes, accompaniment leaves (handicapped child) excused absences, unpaid leaves, and other paid leaves consisting marital leaves, bereavement leaves, pregnancy leaves, maternity leaves, nursing leaves, adoption leaves, part-time work leaves, transport leaves and leaves in case of a natural catastrophe.
   Bereavement allowance (in the case the worker dies), transportation and meal allowance, derived from the social benefits, are given to all employees; the rest is given only to blue-collar workers. Paid annual leaves, leaves of absence with excuse, marital leaves, bereavement leaves, maternity leaves, and pregnancy leave, accompaniment leaves (handicapped child), adoption leaves, part-time work leaves, transport leaves, unpaid leaves and nursing leaves can be taken by all employees; the rest is taken only by blue-collar workers.
   The number of the personnel employed by the Group as of reporting date:

		30 September		31 December
		2022	2021
		Personnel		Personnel
Hourly paid	8.477	8.585
Monthly paid	4.188		4.203
		12.665	12.788